SCHEDULE: Riot Platforms Reduces Bitfarms Stake to 9.8% Following Share Sales

Riot Platforms, Inc. has filed an Amendment No. 19 to its Schedule 13D, disclosing a reduction in its beneficial ownership of Bitfarms Ltd. common shares to 9.8% following recent open market sales.

Summary

• Riot Platforms, Inc. (the "Reporting Person") filed Amendment No. 19 to its Schedule 13D regarding its beneficial ownership of Common Shares of Bitfarms Ltd. (the "Company").
• Riot Platforms now beneficially owns 54,745,063 Common Shares of Bitfarms Ltd., representing 9.8% of the outstanding shares.
• This percentage is calculated based on 555,961,590 Common Shares of Bitfarms Ltd. outstanding as of June 9, 2025.
• Since its last Schedule 13D filing on July 8, 2025, Riot Platforms sold a total of 7,230,637 Common Shares of Bitfarms Ltd. on the open market.
• Sales occurred on July 9, 2025 (9,686 shares at a weighted average price of $1.05), July 10, 2025 (2,588,312 shares at a weighted average price of $1.07), July 11, 2025 (386,181 shares at a weighted average price of $1.13), July 14, 2025 (1,784,000 shares at a weighted average price of $1.13), and July 16, 2025 (2,462,458 shares at a weighted average price of $1.05).

Sentiment

Score: 3

Explanation: The sentiment is moderately negative for Bitfarms due to a significant shareholder, Riot Platforms, reducing its stake through open market sales. While it's a strategic move for Riot, it can be interpreted as a lack of confidence in Bitfarms by a major industry player, potentially leading to downward pressure on Bitfarms' stock price.

Positives

• Riot Platforms successfully monetized a portion of its investment in Bitfarms through open market sales.

Negatives

• Riot Platforms has significantly reduced its stake in Bitfarms, potentially signaling a lack of confidence or a shift in strategic priorities regarding its investment in Bitfarms.
• The reduction in a major shareholder's stake could exert downward pressure on Bitfarms' share price.

Risks

• The sale of a significant block of shares by a major holder like Riot Platforms could lead to increased selling pressure on Bitfarms' stock.
• A reduced stake by Riot Platforms might diminish its influence over Bitfarms' strategic direction or corporate governance.

Future Outlook

No explicit forward-looking statements or guidance are provided in this filing, which primarily reports past transactions and current ownership.

Industry Context

This filing reflects a significant ownership adjustment by Riot Platforms, a major player in the cryptocurrency mining industry, concerning its investment in Bitfarms, another prominent crypto miner. Such divestments can signal strategic shifts within the competitive landscape of the digital asset mining sector, potentially indicating a focus on internal growth or alternative investments by the selling entity, or a reduced interest in the target company.

Comparison to Industry Standards

• The reduction of a significant stake by a strategic investor like Riot Platforms in a competitor like Bitfarms is a notable event in the highly competitive and capital-intensive cryptocurrency mining industry.
• While specific comparable transactions are not detailed, such divestments are common as companies re-evaluate their investment portfolios or strategic alliances. For instance, similar stake adjustments have been observed in other sectors where large players hold minority interests in competitors, such as Marathon Digital Holdings or CleanSpark making strategic investments or divestments in other mining operations or related technology companies.
• The reported sales prices of Bitfarms shares, ranging from $1.05 to $1.15, provide a market-based valuation of Bitfarms' shares during the transaction period, which can be compared to the trading ranges of other publicly traded crypto miners like Marathon Digital (MARA), CleanSpark (CLSK), or Hut 8 (HUT) during the same period to assess relative market performance.

Stakeholder Impact

• Shareholders (Bitfarms): May experience negative sentiment and potential downward pressure on share price due to a major investor reducing its stake.
• Shareholders (Riot Platforms): The sales represent a monetization of an investment, potentially providing capital for other strategic initiatives.
• Management (Bitfarms): May face questions regarding the reasons for Riot's divestment and its implications for Bitfarms' strategic direction.

Next Steps

• Riot Platforms undertakes to provide full information regarding the number of Common Shares sold at each separate price to the SEC upon request.

Key Dates

Recommendation

Keywords

Riot Platforms, Bitfarms, Schedule 13D, Beneficial Ownership, Share Sales, Cryptocurrency Mining, SEC Filing, Investment, Stake Reduction